Common use of Merger Subsidiary Clause in Contracts

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 per share, of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving Corporation.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (American Bankers Insurance Group Inc), Agreement and Plan of Merger (Cendant Corp), Agreement and Plan of Merger (American Bankers Insurance Group Inc)

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Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 1.00 per share, of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (St Paul Companies Inc /Mn/), Agreement and Plan of Merger (Usf&g Corp), Agreement and Plan of Merger (St Paul Companies Inc /Mn/)

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 0.001 per share, of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan (Emergent Group Inc/Ny), Agreement and Plan of Reorganization and Merger (Medical Resources Management Inc)

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 per share, common stock of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock stock, $.01 par value, of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Correctional Services Corp), Agreement and Plan of Merger (Youth Services International Inc)

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 per share, common stock of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into remain one validly issued, fully paid and nonassessable share of common stock stock, $0.01 par value, of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ace LTD), Agreement and Plan of Merger (Capital Re Corp)

Merger Subsidiary. At the Effective Time, by virtue of the Merger and without any action on the part of a holder of shares of Merger Subsidiary’s common stock, each share of Common Stock, par value $.01 per share, of Merger Subsidiary Subsidiary’s common stock issued and outstanding immediately prior to the Effective Time shall be converted into and become one share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Shareholder Agreement (Pacific Premier Bancorp Inc)

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 per share, common stock of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving CorporationCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gliatech Inc)

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Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 per share, common stock of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock stock, $0.01 par value, of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital Re Corp)

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 0.01 per share, of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (United Healthcare Corp)

Merger Subsidiary. At the Effective Time, each share of Common Stock, par value $.01 per share, common stock of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock, $.01 par value, of the Surviving Corporation and shall constitute the only outstanding capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cistron Biotechnology Inc)

Merger Subsidiary. At the Effective Time, by virtue of the Merger and without any action on the part of a holder of shares of Merger Subsidiary Common Stock, each share of Common Stock, par value $.01 per share, of Merger Subsidiary Common Stock issued and outstanding immediately prior to the Effective Time shall be converted into and become one share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Employment Agreement (Vineyard National Bancorp)

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